Falling On (or For) Melinda May
by UniquexCorn
Summary: Based on "I just wanted to put Christmas lights up but I ended up falling off the ladder and crashing into you while you were delivering a package to my door but oh god you're hot" AU.
1. Chapter 1

Phil feels the cold assault his skin as he steps out into his porch. Covered as he was, he could still feel the winter air seeping through his face to the tips of his ears and nose.

Christmas lights in one hand, he climbs the ladder he'd already set up to place the lights on the roof. When he gets to the top, he mentally curses himself for not untangling them beforehand. _Great. Smart thinking, Phil._

He struggles, but concentrates nevertheless to separate the knotted wires together. He bites his lower lip, both from the cold and the frustration. His gloves really aren't helping, either. _Maybe he should get down first?_

"Excuse me?" At the sound of another voice, Phil jumps despite himself. When he falls, his fall is broken by another body under his, and his face breaks into pure, apologetic horror.

"Oh my God, I'm so, so, sorry," he rambles, helping the poor woman get to her feet. She was so tiny, how she held up his weight without showing any signs of getting hurt was an astonishment to him. "Are you alright?"

She glares at him.

"I'm fine," she shakes the snow off of her shoulders and her hair, her expression turning softer. Phil thought she was actually quite pretty, and he mentally punches himself for falling on her. "Are you Phillip Coulson?"

"At your service," _really, Phil?_

"I'm here to deliver your package," oh, right. He had ordered gifts for his godchildren. Little decorative rocks for Daisy, who for some reason loved collecting them, a full DVD set of Bill Nye the Science Guy for Jemma, and _Cosmos_ by Carl Sagan for Leopold. How could he have forgotten? _Maybe the woman standing in front of him is accountable?_

The woman picks up the box, which, during the fall, gained a small dent and was beginning to get wet from laying on the snow. She huffs, her breath visible to Phil. He can't help but shift his eyes to her lips and notes how perfectly shaped they are.

"The company won't be held responsible for any damages done by the buyer," she says matter-of-factly, pushing a strand of stray hair away from her face. It was to no avail as her black ear muffs were in the way. He found it really cute though - her tidy, organized appearance was juxtaposed by a few strands of rebellious hair.

"Yeah, I know," he breaks into a small chuckle. "It was my fault."

She seems to agree as she arches her brow. "Just sign here," she reaches inside her shoulder bag for the receiving forms, stretching her arm out to him.

When Phil walks towards her, he trips on what he thought was a small hill of snow, but was actually a rock covered in it. She barely catches him this time, with him falling face first into the snow.

"Woah," the woman panics to get him up. "Are you okay?" When Phil finally faces her, her laughter escapes as a chuckle as she tries to hide it. "You broke your nose." She crinkles hers as a reaction, and for a moment Phil forgets about the pain, a warm feeling building at the pit of his stomach. _He's so screwed._

"Just a really clumsy day, I guess," he shrugs, tasting the blood that's reached his mouth. "Where do I sign?"

She looked skeptical. "Are you sure you're okay?"

"I'm the one who fell on you," his face softens. "I should be the one asking that repeatedly." _And apologizing. At length._

"I already told you - I'm fine," okay so they're both stubborn. This should be fun.

"I've had my nose broken before, I'll be alright," with that she raises her brows again, intrigued. "I highly doubt you've been pinned down to the ground by someone," he realizes the connotation of what he's just said, and thanks the heavens he can blame the weather for the blush creeping across his already red face.

"You'd be surprised," she tilts her head and subtly smirks. It was his turn to be intrigued. He can already sense that she was the kind of woman who'd give him a hard time and because he's him, he'll love every moment of it. _You stand no chance, Phil._

"So, the forms?"

She hands him a clipboard and a pen. Now that he's near her, he can properly see her eyes, dark and warm and secretive all at once. When he hands the clipboard back, he suddenly sees worry cross her perfectly contoured features. She reaches in her pocket for something, and before he knows it a handkerchief is hovering in front of his face. She hesitates for a moment and looks into his eyes.

"Go ahead," he was surprised by the softness in his voice.

She wipes the blood that's almost reached his chin. He doesn't know why, but her slow, gentle movements made him feel safe and comforted - warm despite the snow. He's surprised he hasn't winced once at the pain.

"You said you've had your nose broken before?" he was snapped out of his thoughts of admiration by the same thing that's been causing it.

"Yeah, I take self-defense classes," he says, his voice slightly muffled by the handkerchief between them.

"Really?" she cracks a surprised smile. "Me too," So that explains the whole "being pinned to the ground" thing. He was beginning to have rather inappropriate thoughts. "Where do you go?"

"Do you know that old building behind the mall?"

"Yeah, that's where I go," she nods, then retreats her hand from his face. He feels the loss of contact and suddenly finds himself wanting more. He resists touching her, mostly out of respect, and partly because he's almost certain she can easily whip his ass with the information she's just given.

"How come I've never seen you before?" _He would surely remember._

"I only go Tuesdays and Thursdays," she says.

"I go Friday and Saturday," he suddenly sounds disappointed, and he's sure the woman caught it.

"Well maybe we can go together sometime," she definitely did.

"I would like that," he replies, hopeful on getting to know this enigmatic woman even more.

When she walks away from him and towards her truck, he suddenly realizes he doesn't even know her name yet.

"Wait," he yells after her. "I never got your name."

"Melinda," she turns to him with a smile. "Melinda May."

"Melinda May," he whispers to himself, liking the way her name rolls off of his tongue. "One less mystery to be solved."

He picks up his delivery and enters his house, forgetting about the ball of Christmas lights that inevitably got damaged during his fall. He might be a tiny bit (or hugely) embarrassed about it, but he's definitely unbelievably happy he fell for on the really attractive delivery woman.


	2. Chapter 2

Phil was never good at multitasking. He rushes in circles throughout his living room, kitchen, and dining room, cleaning here and there, all the while praying he won't burn the dinner in his oven. His godkids will be over for his little Christmas party, along with their parents, who have been his friends for as long as he can remember.

He's been out of sorts lately, he doesn't even know why. Maybe it's the anxiety of throwing a party. He's always been the kind of person who's made sure everything was perfect for the people he cares about. Maybe it's the contagious distress of the people around him during rush hour. Sometimes he can't believe the supposedly happiest season of all brings about so much stress. Or maybe it's the prospect of bumping into Melinda May later today at his self-defense class.

He knows in himself that he'll be panicking, preparing for this dinner. Only his inner schoolboy will admit the reasons why he didn't cancel his class. It's Friday, and he knows that she likely won't be coming, but he's holding on to that tiny slither of hope that she will. They didn't even talk about when exactly they'll be going together, and he cursed himself for being too caught up in the moment to even ask for the specific day.

He is brought back to the real world by the sound of an alarm. His roasted pork must be done. He races toward the oven and checks on it, but his forehead furrows when he sees that it still needs a bit of cooking. Confused, he checks the label on his alarm, and panics even further to get dressed. It was the alarm for his class.

Backing up on his driveway, he can't help but think that he's forgotten something, and it isn't until he's parked at the building where his class is that he remembers the oven. He almost exceeds the speed limit, but being the goody two-shoes that he is, he checks on his speedometer every few seconds. When he stumbles through his front door and into his house, he may or may not have tripped over the kitchen drawers he's regretfully left opened and hurriedly took out the pork. Satisfied by how well it turned out, he leaves it back in the now turned-off oven to keep it warm.

X

He is panting when he reaches the door to the studio, and he becomes even more out of breath as he sees Melinda May effortlessly escaping out of a standing rear choke, gently slamming her supposed perpetrator into the padded floor. When she looks up he can swear she's seen him, and it breaks his heart a little that she didn't return the smile he greeted her with. He settles himself at the back of the room, not wanting to draw any more attention, content on just paying attention to the class (and definitely not on Melinda).

"Who wants to volunteer next?" she asks, authority in her voice. She straightens herself and scans the room.

 _Wait what?_

He's almost tempted to raise his hand, but confusion still overpowers his current building attraction to her.

"You," she calls on him, and he's almost certain that it wasn't him, so he looks over his shoulder. Nobody's there. _It's most definitely him then_. "Yes, Phillip, I'm looking at you."

He stands and walks toward her, eyes wide. "You never told me you _taught_ self-defense!" surprise evident in his whisper, and she all but suppresses a smug smile.

"I said I _go_ to self-defense classes, not that I take them," she whispers back. "Keep up, Phillip." He can't believe what's happening right now. "What we're going to learn next is how to escape being pinned down," she announces to the class, and he just knows from the smirk on her face that she purposefully picked it because of him. "Would you like to be pinned down or would you like me to be pinned down?" addressing only him this time.

"Pin me down," he says it so quietly but so surely that he can't keep the blush from forming on his face. "And you can call me Phil, by the way," he quickly adds.

"Alright Phil," she repositions her stance at hips-width distance. "Lay on your back."

He does as he's told, and she straddles his hips, placing his arms level to his head. "So what you need to do first, is stay calm, concentrate," she addresses the class. The advice wasn't really helping him much, with her pinning him down, loose hair tickling his face and neck. "You won't be able to defend yourself properly if you panic."

"Next, your attacker is going to put a lot of force on his," she trails off. "Or _her_ hands in trying to pin you down," she tilts her head to the side. "You need to try as hard as you can to spread your arms away from your body," she nods to Phil, and he follows after her lead. "Once you do that, you can headbutt the attacker, since they're going to be close to your face," she sees the hesitation in his features. "You won't hurt me, Phil," she assures. "Just pretend."

He spreads his arms again, at her urging to do a repeat. She follows after him, her hands getting dragged as she keeps her hold on his wrists. When he lifts his face to do a pretend headbutt, he never imagined she could be even more beautiful. He feels that strange feeling in his stomach again.

"Okay, now you need to pull your left arm toward your head," she faces the class this time. "This will limit your attacker's movement. At the same time, lift your right knee as high as you can so you can trap them," her instructions reverberate through his skin and for a moment he forgets about the harshness of winter. "Then you can easily flip them over your body, and you have many options to either punch or kick them in many of the body's vulnerable spots."

She asks Phil to repeat the steps several times, increasing the speed after every round. He masters it after about four or five tries, and she didn't even hide how impressed she was by how quickly he caught on. During the fourth repeat, however, he got too carried away by the speed at which he was moving that he actually headbutted her for real. _Not again._ _Why does this always happen with her?_

When the class ends, he catches up to Melinda again, apologizing for the ninth time.

"I'm fine," she says, moving the ice bag away from her face. "Lethal headbutt you got there though."

"I'm still really sorry," tenth time now. "Natasha taught the headbutt during my second class, so you have her to thank."

"Or get back at," she says about her best friend. They move to the corner of the studio, where there's free hot drinks. Phil picks up two Styrofoam cups and learns that she prefers tea over coffee. She hates coffee, actually. He makes a mental note, saving it for later.

"So you teach self-defense _and_ you're also a delivery girl?" he finally asks. "A bit random, don't you think?"

She chuckles at that. "Not really," she raises the corner of her lips as she explains. "As I told you, I only teach Tuesdays and Thursdays. Natasha covers the rest of the week, but she's out sick today, so I covered for her."

"And the delivery thing?" the vapour from his cup fogs up the glasses he put on right after the class.

"Covered for a friend again," she shrugs. "Clint's the usual delivery guy – you probably know him," he nods in agreement. "But as the Christmas story goes, he got sick too."

"So your actual job is teaching self-defense?"

"And Tai Chi, Karate, Taekwondo, MMA..." she stops when Phil chokes on his drink and pats him on the back. "You alright?"

"Scratch that," he corrects himself. "So your actual job is being a total badass?" _Just when he thought she couldn't get any more attractive._

"I wouldn't say that," she sheepishly smiles. _Melinda May, the understatement of the year._ "So how about you?" she steers the conversation toward him. "What do you do?"

"Well we have one thing in common," he tries to make her guess.

"What, you're a delivery guy too?" she quips.

"Only occasionally, like you," he snaps back. "No, I actually teach history at the state university," he answers seriously this time.

"Oh, Mr. Professor, huh?" she nods her head at him. "I guess that would explain the cute, nerdy look." _Did she just call him cute?_ "That doesn't explain the package I delivered to you, though," she raises her brow again. "Rocks, DVD's, and a book? A bit random, don't you think?" she returns his own comments to him, smirking.

"They're gifts for my godchildren," he smiles fondly, thinking of them. "I'm actually throwing a party tonight, so if you'd like to come..." the words are out before he's able to stop himself, and he sees the apprehension in her face. _Dear God please don't let him ruin this._

She seems to think about it, though, and after a while her face softens, much like it did the first time they met. "What time?"


	3. Chapter 3

It's 5:30. Phil's class ended about an hour ago and since then he's been getting ready for the dinner party. He's adding the finishing touches to his Brussels sprouts when his doorbell rings, and he knows exactly who's over two hours early for tonight.

"Steve, Peggy!" he lets the family in and hugs them both, kissing Peggy on the cheek.

"Uncle Phil!" Daisy, the Rogers' adopted daughter, is the first to jump and hug his neck. "Do I have a present?" she whispers in his ear.

Phil chuckles. "Yes, you do," he takes her hat off and dusts the snow off of it. "But you have to wait 'till after dinner, and you have to eat your vegetables."

Daisy didn't look too pleased, but when she lets go of him, she goes to Jemma to help her out of her coat and maybe tell her about their presents. She thinks she's being sneaky.

Phil stands, only to bend down again to place a kiss on Jemma's forehead. "Hello, Jemma. Merry Christmas!"

"Merry Christmas to you too, uncle Phil," Jemma beams, albeit in a polite way. How does she seem so prim and proper all the time? She's just like her mother. She's even got Peggy's accent too.

The two sisters then went together to his living room, no doubt to shake the presents under his tree and to try to guess which is theirs. Steve and Peggy smiles after their two girls, and Phil couldn't help but ache for the family he hasn't had the chance to have yet. For a moment he thinks about Melinda, and terrified that his brain even thought about it, he pushes it away against the back of his mind. He's still happy, though, spending this time of year with the closest thing to family he's got. And Melinda.

Originally, Steve and Peggy were both single parents – Steve with little Daisy, and Peggy with the exceptionally smart Jemma. Their circle of friends always expected them to be together that they even placed bets. He lost to Bruce, who so confidently claimed that they won't get together until _at least_ ten years after college. This is how Phil ended up being the godfather to two adorable, but already competent (thanks to their mother) little ten-year-old sisters.

Peggy follows after her daughters, and when she sits down on Phil's couch, she calls after him to ask if she could put on some Christmas music. Soon the sound of Phil's refurbished gramophone is filling the house (he's a history professor, of course he owns a gramophone – among other ancient things).

Steve is with Phil in the kitchen, preparing the drinks. Phil's rarely even seen him taste alcohol, let alone get drunk. But hey, he volunteered to help and who was he to deny his old friend? "Anything more I can help with?" what is it with this guy's old-fashioned manners? Not that Phil's complaining...

"Actually, I have these Christmas lights I still haven't put up," Phil had a distant look in his eyes, a sparkle, probably, and based on Steve's widening eyes, it was either he was realizing something or suspecting something about his old friend.

He snaps his fingers in front of a smiling Phil Coulson. "Hey, what are you thinking about?"

"Nothing, I just," he shakes his head. He can't believe what a lovesick fool he's being. "Could you please hang them on the roof? The Christmas lights, I mean?"

"Yeah, sure," Steve finally says, but still not willing to let it go. He knows that look all too well. "Peggy, looks like someone's finally got our Coulson pinned down," walking away, he says it loudly, fully intending Phil to hear it. _Why did he have to say it that way?_

"Ooh, is she coming to the party?" Peggy's accent was stronger when she got excited.

"I don't know, you ask him, he can't even seem to answer questions properly," Steve picks up the knotted Christmas lights on the floor near the door. "Must be one heck of a woman."

An hour later, more guests arrive, including Tony and Pepper, Phil's colleagues at the university. Looks like everyone's getting together _but_ him. Maria Hill, another long-time friend, arrives just after them. Much later, Leopold and his father, Holden Radcliffe arrive. Daisy and Jemma run to meet their friend, with Jemma handing him a mug of hot cocoa. "Extra marshmallows," she offers. Leo just says a quiet "Thank you," and sits next to her, content on watching the Christmas film Phil set up for the kids in his library.

"Looks like Radcliffe's having a mid-life crisis," Maria whispers to Phil, pointing her glass of poinsettia to the woman in the tenured researcher's arms.

"That's Aida, his assistant," Phil corrects.

"Riiight. _Assistant_ ," she and Phil share a look and snicker together.

When the doorbell rings at around 7, he suddenly becomes jittery, preening himself in the mirror. He hears Steve whisper an "I told you so" to Peggy and he sends the soldier a glare. _If he gets embarrassed in front of Melinda one more time, he swears to God..._

"Hi," he opens the door to find her standing on his porch with a bottle of Haig in hand. Some of the lights Steve hung on his roof wasn't working, thanks to his fall, but it was just the perfect amount of glow to make her look radiant in the night.

"Hi," she looks up to meet his gaze, and time and time again he wonders how she becomes even more captivating every passing moment. "Sorry about the Haig. Couldn't go anywhere, there's too much people Christmas shopping," she takes off her hat, and for the first time since they met he sees her with her hair down. _Every. Passing. Moment._ He groans inwardly. "I just took whatever booze there was in my apartment."

"No, no, it's alright," _honestly, bringing yourself is enough._ "We'll drink it later. Why don't you come in?" Phil helps her out of her coat and catches a whiff of her shampoo. It was nothing fancy, she just smelled like ordinary soap, but still he was drawn to her.

"So... You must be the special girl," Tony might have had a bit too much to drink. It wasn't even dinner yet. "Steve's told me all about you."

Melinda suddenly looked unsettled, and Phil freezes in his tracks. "I'm so sorry," Phil apologizes. "He's just..." He tries to drag Tony away, and when Pepper reaches them she gives her boyfriend a proper scolding. Only she has power over Tony like that. Thank god they finally got together.

"I'm so sorry," he apologizes again.

"Who's Steve?" she asks, and he sees that she's trying to compose herself. "I assume he meant you?"

"Nope, I'm Steve," offering his best smile and all-American charm, he shakes Melinda's hand. "It's nice to finally meet the reason behind Phil's behavior lately," Phil sends him another glare. "I've just been telling our friend Tony over there how Phil's basically been smiling into the distance ever since we arrived."

"Oh," she doesn't even know what to say. Maybe she doesn't like him the way he likes her.

"Well, I'll just leave you two then," Steve senses that maybe they aren't really _together_ together like he thought they were. That would explain the looks from Phil. He was only trying to be nice... If he'd only told him in the first place...

"Nice house," she chooses to change the topic. She definitely doesn't feel the same way, then.

"Thanks."

"Nice to finally be standing on your property instead of being crushed to the ground on it too," she lifts the tension. _Maybe they could just be friends, then? He could live with that._

They are interrupted when Daisy tugs at his pants. "Uncle Phil, can we have dinner now?"

"I'm hungry," Leo says behind her. It's rare to even hear the boy speak. Jemma catches up with them, and agrees matter-of-factly that they should, indeed, have dinner.

When dinner is over, he finds two of his godkids asleep on the couch, hugging their presents. He wasn't really sure how comfortable Daisy is cuddling her rocks, but he takes a picture anyway. Beside them is Leo, still awake, already reading his new book.

He is scanning the room for Melinda when Steve taps him on the shoulder. "I thought she was your girlfriend," Steve smiles guiltily.

"It's alright," Phil sounded down. "I don't think I even had a chance to begin with."

"Not true," Steve shakes his head. "I caught her stealing glances at you during dinner."

Phil huffs out a small laugh. "Right."

"Why don't you ask her to dance?"

"Are you kidding?" he looks at Steve like he's the craziest person in the room. "Nobody else is dancing."

"Peggy and me will dance first then," he replies. " _Only_ if you ask her to dance," he says it more firmly this time.

Phil didn't even have time to answer as Steve pulls his wife away from the person she was talking to. She smiles contentedly as he looks into her eyes and sways them effortlessly in the room. What he would give to have something like that. He's happy though, that his friends finally realized that they were meant for each other. They deserve all the happiness and love in the world. Soon Tony and Pepper join them. He's become just a little bit sober after dinner, and Phil laughs by himself when he sees that Pepper's struggling to hold Tony up. He's been trying to steal a kiss throughout their dance and Pepper keeps pulling her head away, not wanting to show any PDA.

He finally spots Melinda talking to Maria. He musters up the courage to walk towards them and realizing Phil's intention, Maria excuses herself to leave the two of them.

"Would you like to dance?" he can't believe how nervous he is.

She raises her brow at him, an all too familiar reaction from her at this stage. He's found it quite endearing, but he has no doubt that one day that brow just might kill him. She offers her hand anyway.

"I haven't danced with someone in a while," she confesses over the sound of Donny Hathaway singing _This Christmas._

"Me too," he just knows that his hands are cold at her waist but is relieved that her body heat is beginning to warm him up. He feels his heart pumping blood into his ears and he tries to appear calm.

During the piano solo, he spins her around and winces when a weight is pushed down his foot as she turns to face him again. "Crap, I'm sorry," she looks embarrassed after stepping on his foot.

"You know, we really need to stop injuring each other every time we meet," Phil chuckles, and Melinda smirks. "How's your head?"

"It's fine," she rolls her eyes at him.

"Which reminds me," _why can't he just let what happened today go?_ "When I entered class today, I smiled at you..."

"I saw you," so she knew where it was going. "I just didn't want to be distracted."

"You found me distracting?" he asks, it's him this time that arches his brow.

"Don't let it get to your head," if he wasn't so intently staring at her mouth, he would've missed the subtle upward curl her lips made as she said it.

He smiles as the song ends and another starts, Melinda May in his arms. He beams even bigger when she gets comfortable enough to rest her head on his chest as they dance the night away.


End file.
